Holding(s) in Company

Pearson PLC
5 January 2004

LETTER TO:  RNS

Notification of Change to Interest in Shares

We write in accordance with rule 9.12, under the continuing obligations section
of the Listing Rules, to notify you that we have today received information
that, pursuant to section 198 of the Companies Act 1985, the shareholding of
Franklin Resources, Inc. equals 40,785,075 shares, representing 5.0831% of the
issued share capital of Pearson plc.

The registered holders of the shares are listed on the schedule below.
 
From:  Stephen Jones (Deputy Secretary)
       PEARSON PLC

 
                                       SCHEDULE

                                      PEARSON PLC

                      Outstanding Shares          802,371,835


Registered Holder               No. of Shares                         % of Class

Bank of New York                      443,710                            0.0553%

Chase Nominees Ltd                 32,038,098                            3.9929%

Citibank Nominees Ltd.                597,178                            0.0744%

Euroclear                               7,398                            0.0009%

HSBC Bank PLC                          42,440                            0.0053%

Mellon Trust                        2,271,035                            0.2830%

Merrill Lynch                         454,390                            0.0566%

Northern Trust Company                778,827                            0.0971%

Royal Trust Corp of Canada          1,251,076                            0.1559%

State Street Nominees Limited       2,900,923                            0.3615%

TOTAL                              40,785,075                            5.0831%



                      This information is provided by RNS
            The company news service from the London Stock Exchange